Rebel Conquest
by Breacher
Summary: A rebel squadron is unfortunate when it invades an imperial planet and is met with an even more daunting foe than the Imperium, two daunting foes to be exact.
1. Chapter 1

Look to your battle-gear and it will protect you  
_We guard it with our lives_  
Your armour is your soul, and your soul's dedication its armour  
_The soul of the warrior is the protector of humanity_  
Honour the craft of death  
_Only the emperor is higher in our devotion_  
Honour the battle gear of the dead  
_We ask only to serve_

-Warrior's Catechism of Worship

CHAPTER ONE

Commissar Varin roamed the deck of the 492nd Rebel fleet ship, _The Leviathan_. It seemed empty. Whether it was due to the fact that the ship _was _empty, or to the fact that so many of his men had just been slaughtered, he knew not.

The Commissar entered the bridge to see that he was not the only one on the ship. The Captain, who went by the name of Jones, had remained on board. When he noticed his commanding officer, he stood straight and saluted.

"Commissar, Sir!" He said.

Varin grimaced at the use of the imperial rank designation. He had long ago abandoned his position in the corrupt Empire.

"At ease." The Commissar said through clenched teeth. "What are you still doing on board son?"

Jones relaxed and sat back in his chair. He sighed, "Oh, just finishing a few things up. And enjoying the solitude."

Varin pulled sat himself in a bridge chair and propped his feet up, a major sin if he were still part of the Empire. Luckily though, he had long since abandoned his faith to an imaginary Emperor.

"I'm curious, Captain." The Commissar said. "What do you think I did wrong back there?"

Jones thought intensely for a moment. "What did you do wrong, sir?"

The Commissar nodded.

"Permission to speak freely?" The private had to be careful not to be court-martialed for his next words.

"Go ahead." The Commissar listened curiously.

"Well, sir. In my opinion, you did almost _everything _wrong." Jones looked away from the Commissar.

"Please, continue." Varin persisted.

"Well to begin with, I don't think any other of your rank could have done any better. The Tyranids are the smartest foes we've faced. For them to spontaneously arrive like they did… I'm just surprised any of us made it out alive." Jones turned back to face the Commissar. "I think we could have had a better defense though, sir. Sure we didn't have much time, but we had five basilisk tanks, two squadrons of hellhounds, and four squadrons of Birds with us. What do we have now?" He counted on his fingers. "One Basilisk made it out, only a quarter of the hellhounds made it out, and we lost all but three of our birds."

"Yes, I'm aware of our losses, Captain. But what could I have done differently?" The Commissar was not being sarcastic in any way. He was genuinely curious as to what the Captain had to say.

"Well, sir, the first thing you did wrong was the order for all of our vehicular weapons teams to stay behind and man the tanks and birds. I think it was a panicked, rushed order on your part, and I think you know it. The better thing to do would have been to keep the Basilisks with our retreating men, and using the birds and hellhounds to create a diversion while we made it to _The Leviathan_. There would have been plenty of time for the hellhounds and birds to make it back also, as they are much faster than most of the Tyranids."

The Commissar nodded. He had considered all of this after the fact, pressure never dealt well with Varin.

"Keeping everyone behind to actually fight the Tyranid swarm was foolish, sir. With all due respect of course." Jones watched the Commissar carefully to see his reaction to his last comment.

"I know it was, son. I know. And we have paid dearly for my mistake." The Commissar pulled papers out of his back pocket and unfolded them. "I just received the casualty count." He handed them to Jones.

The Captain read them, and he silently handed them back to Varin. "It was worse than I thought. More than half of the 492nd have been lost. Another quarter of them are still wounded? That only leaves us…" The Captain did the math in his head. "About five hundred battle-ready men."

The Commissar nodded grimly and turned his back to Jones. "Let's hope that those battle ready men are our best, because we will need them soon."

Jones stood up abruptly. "What do you mean, sir?"

Varin leaned against a wall and sighed. "We're running out of fuel for _The Leviathan_. This station we've docked with, they have no fuel for us. They are hesitant to even allow us to dock with them. With that said, the closest place we can get fuel is the imperial planet, Emperor's Light. And I'm pretty sure a rebel fleet ship won't receive a very warm welcome from an imperial planet, if you catch my drift."

Jones stared skeptically. "Sir, you're planning on taking on a whole planet full of guardsmen with only five hundred men? Permission to speak freely sir?"

"Yeah, go ahead."

"Have you lost your damn mind?"

"Maybe so, Captain, but it's either risk the chance of losing all of our men and _maybe _get the fuel we need, or die in space when we get stranded."

Jones sighed, acquiescing. "I guess you're right sir, as bat shit crazy as it sounds. When are you going to inform the men?"

The Commissar headed towards the door. "Early tomorrow, we'll begin our departure."


	2. Chapter 2

**CHAPTER TWO**

_Diligence earns salvation._

_-Administratum slogan_

Announcing their suicidal mission to the 500 or so men that were left was not easy for Varin. What was even harder was getting their approval. Luckily for him, he didn't need their approval. HE was the Commissar; HE was the commanding officer at the present time.

Varin entered his "room" and yawned. He entered the washroom and stared into the mirror. Varin was six feet four inches tall, and had black hair. There was a long scar stretching across his face, going over his right eye and the left side of his mouth. His eyes looked border line lifeless, but that was growing more and more omnipresent in the 492nd. The Commissar alone had survived two major battles with the Xenos, more commonly called the "greenskins" or "orks", and also had survived three major battles with the Tyranids, more than he'd have liked to. Countless battles had been fought with the Imperial Guardsmen and Space Marines, many bringing victory to the Rebels, but the Tyranids were by far the most intelligent and fearsome creatures he'd ever set eyes on.

Varin stripped off his armor and sat down on his bed. The rectangular piece of titanium with a three-finger-wide mattress on top of it was not what the Commissar preferred, but then again, he preferred not to sleep at all. He would have stayed awake were it not for the fatigue brought from days of battle and running from the Tyranids.

The Commissar finally gave in to his tired state and fell asleep.

Varin was awoken in what seemed like a second after falling asleep by loud explosions and crashing noises. The hull of the _Leviathan _was creaking and the entire ship was shaking violently. The Commissar jumped from his bed and quickly put his armor back on. He picked up his las pistol from his bedside and flipped the safety off.

Explosions sounded through the ship as the Commissar ran down its empty corridors towards the docking bay. The explosions were beginning to grow in intensity as he got ever closer to his destination. He began to hear voices of his men yelling at each other as the chatter of gun fire permeated the air. Varin turned a corner to find twenty men barricaded behind makeshift cover, firing into a dust cloud that, strangely enough, was firing back.

The Commissar slid into cover and began firing into the cloud. "What's going on?" He shouted through the chattering retort of gunfire.

"The Imperium!" One of the men shouted. "They've been called here by this station's people. Those bloody cowards attacked us while we were sleeping!" A well aimed or otherwise lucky las bolt caught the man in the foot, burning off all of his toes and half of the rest of his foot. He yelled and began firing back.

Five minutes passed, an eternity in battle, and the exchange had still not drawn to a close. More rebels had showed up, and the dust cloud had finally cleared to show at least five hundred Imperium soldiers in the _Leviathan's_ port.

A great rumbling sounded behind the Commissar, and he turned to see two Hellhound fast assault tanks driving through the corridor towards the enemy soldiers. The rebels cheered as the Hellhounds passed, and began burning the enemy alive with white hot promethium. After losing almost half of their men from the combined fire power of the Rebel troops and their Hellhounds, the Imperium commanding officer shouted, "Retreat! Fall back into the station!"

The Commissar issued the orders to the Hellhounds not to follow, as it could have been a trap.

Varin turned to a Kasrkin commander. "Tell the men to return to their quarters, we're leaving a little earlier than planned." The commander nodded and the Commissar rushed up to the bridge.

As the door to the bridge opened, Varin was met with frantic crew members running back and forth from stations, as warnings blared in their ears. The Commissar found Jones, who was sitting calmly in his Captain's chair, staring at the monitor that showed what was outside.

"Captain." Varin said. "Prepare your crew, we're leaving."

Jones nodded. "Yes, sir!" He calmed his bridge crew, and the _Leviathan_ began to take off from the station.

"When we get far enough from the station, I want you to nuke it with the smallest nuke we have." The Commissar knew he wouldn't get very much approval from the rest of them, but he had to do it.

"Sir?" The Captain stared at Varin in an odd way. "You're going to destroy the station? What about the citizens?"

"What about them? This is a war, Captain. We're in it to win. If that means sacrificing a few to save a lot from such a corrupt Empire, then so be it. That entire army of Imperials is onboard that station right now, and we have a chance to destroy them before they do the same to us."

The bridge had gone silent, but the Commissar felt the bridge crew's disapproval permeating the air. He did not like the idea of sacrificing civilians any more than they did, but it had to be done.

"Yes… " The Captain seemed to finally agree with him. "Okay, Sir."

Commissar Varin patted Jones on the shoulder and turned to exit the bridge. "Oh, and one more thing."

"Sir?" The Captain turned to face him.

"Don't get us killed, Captain."


	3. Chapter 3

**CHAPTER THREE**

_Know thine enemy.  
You are known to him already_

Sermon Primaris, the Ordo Xenos

The explosion blossomed in space like the onset of a beautiful sunset. As Commissar Varin exited the bridge of the Leviathan, he spotted the entire bridge crew standing and saluting the fallen civilians out of the corner of his eye. He longed to do the same, but had to prove that he was worthy of his rank.

The Commissar continued to his living quarters. He hated space travel, the lack of control was unnerving. Putting his life and the lives of his entire company in the hands of twelve men did not suit him at all.

As Varin entered his adamantium housed room, he realized he was no longer fatigued. The adrenaline due to pumping las rounds into imperial soldiers had woken him up completely.

He silently prepared for battle. Images of Imperial soldiers falling in battle against an overwhelming force of rebels crossed his mind, preparing him for a truly suicidal battle.

Varin could no longer stand it. He exited his room, and began to check the preparations for the oncoming assault.

Only seconds later, his ear bud buzzed, and a voice came over. "Commissar, sir. Just thought you should know... ETA to Emperor's Light is twenty minutes, over." Jones' familiar voice sounded in his ear.

"Ten four Captain. Over and out."

Varin had never experienced a longer twenty minutes in his life. Anticipation and anxiousness flowed through his veins, and he couldn't sit still no matter what methods he tried.

Men were beginning to fill the corridors of the Leviathan, each preparing for battle. Finally, the Commissar's ear bud buzzed once again. "Commissar, sir. ETA is one minute, over."

The Commissar directed himself towards the bridge once again. "Okay, Captain. I'll be up there to monitor the landing. Over and out." The connection was filled with a brief moment of static, and then cut out.

The bridge door slid open and the Commissar entered. There were no more frantic crew members running from station to station. All were intently focused on what they were doing, some visibly 

sweating, hands hovering over the buttons that would send their enemies to hell.

The Captain motioned for Varin to watch the screen directly in front of them. Seemingly appearing out of thin air was the Imperial planet of Emperor's Light. As they exited the alternate dimension that some called "light speed", the familiar feeling of nausea overtook the Commissar, to be replaced with a light sense of vertigo only moments later.

Commissar Varin stared at the planet before them. Something was wrong. Shouldn't there have been patrols? Ships leaving the fuel station? Ships entering the fuel station?

No ships were present in the atmosphere around Emperor's Light. Only a strange sense of emptiness.

"I have a feeling something has happened here. Captain, scan the planet to make sure there is still fuel reserves."

The Captain nodded and began the scan. A few seconds passed. "Yes, sir. There's enough for four ships our size. It looks as if no Imperial ship has been here in weeks. Maybe months."

The Commissar rubbed his chin, a bad habit he had when he was pondering. "Something's wrong here, Captain. Something has happened here."

"I have that feeling too, sir. But we still need fuel."

Varin nodded. "I'm hesitant, but we must get the fuel. Maybe we've received a lucky break."

"One can only hope, sir." The Captain issued orders to his crew to begin the landing sequence.

The Leviathan entered Emperor's Light's atmosphere and began hurtling towards the ground. Forward thrusters were on max burn, keeping them from becoming a huge flailing ball of flames. The Commissar held onto a hand rail tightly, his knuckles white, as the ship shook and the hull creaked from the atmospheric resistance.

Two warnings began to blare in stations to Varin's right.

The crew members were frantically trying to fix the problem. "Captain, eighteen of the forward thrusters have failed, and more are beginning to do the same."

The Captain stayed calm. "Right, shut off all forward thrusters. We're going in for a hard landing boys."

The Commissar keyed the mic on the control panel near the captain's chair, opening a com link with the 

whole ship. "This is Commissar Varin speaking. Every soldier to Hangar A. Prepare for a hard landing. I repeat, prepare for a hard landing."

The Leviathan creaked and shook violently as it hurtled towards the surface of the Imperial Planet.

"Impact in 10." One of the bridge crew spoke. "5... 4... 3... 2..." An incredibly violent and painful impact resounded through the entirety of the Leviathan. The impact sent crew members flying out of their seats, and even the Commissar almost lost his death grip on the hand rail.

There was a second impact as the Leviathan skipped across the surface like a rock across water. Only a little less violent than the last, the second impact made Varin's knees buckle, and he fell to the floor.

There was a great rumbling as the Leviathan slid through the dirt like an abandoned axe from a fallen warrior. It finally came to a stop, and the Commissar lifted himself to his feet.

The Captain stood also. "Everyone okay?"

Collective moans and groans came from the bridge crew, but they were otherwise okay. Jones and his crew followed the Commissar down to hangar A, where all of his soldiers awaited. The large bay doors opened and the group walked in. The Commissar marched authoritatively through the crowd.

"Men, I'll keep this short and sweet!" There was a collective cheer from the company, they hated long pep talks. "Prepare for anything! Do what you do best, kick some Imperial ass!"

There was another collective cheer and a very loud "Hoo-Rah!"

The Hangar bay ramp opened slowly, and the 492nd piled out. Almost the moment their boots hit dirt, something sounded in the distance that instilled fear in all the men's hearts.

In the distance came an incredibly loud "WAAAAAAAAAAAAAAAAGH!"

The Commissar cursed his luck. "We've got Orks."


End file.
